BOI Reporting Requirements Reinstated: What Businesses Need to Know

The U.S. Department of the Treasury’s Financial Crimes Enforcement Network (FinCEN) has reinstated the Beneficial Ownership Information (BOI) reporting requirements under the Corporate Transparency Act (CTA) following a recent court decision. After a temporary injunction halted enforcement of these rules, FinCEN has now set a new reporting deadline of March 21, 2025, for most reporting companies.

The Injunction That Paused BOI Reporting

The BOI reporting requirements were initially paused due to a January 7, 2025, ruling by the U.S. District Court for the Eastern District of Texas in Smith, et al. v. U.S. Department of the Treasury, et al. This decision temporarily blocked FinCEN from enforcing the CTA’s reporting provisions, citing concerns over regulatory overreach and the burden placed on small businesses.

However, on February 18, 2025, the court granted a stay of its previous ruling while the appeal was ongoing. This means that the BOI reporting requirements are once again in effect. Recognizing that businesses need time to adjust, FinCEN has extended the deadline by 30 days from February 19, 2025, pushing the new reporting date to March 21, 2025.

Key BOI Filing Dates and Deadlines

Understanding the new reporting timeline is essential for businesses navigating BOI reporting requirements:

• March 21, 2025 – The new general deadline for reporting companies to submit their initial BOI report.
• Later deadlines apply to companies previously granted extensions beyond March 21, 2025, such as those qualifying for disaster relief. These companies must file by their specific extended due dates.
• Ongoing filings – Companies must submit BOI updates and corrections as needed.

Businesses are encouraged to check for further FinCEN updates, as there is a possibility that additional deadline modifications may be announced.

Who Is Impacted by the BOI Reporting Requirements?

The BOI reporting rule applies to “reporting companies” as defined under the CTA, which generally includes:

• Corporations, LLCs, and similar entities formed in the United States
• Foreign entities registered to do business in the U.S.

Some organizations are exempt from BOI reporting, including publicly traded companies, large operating companies meeting specific criteria, and certain regulated entities. Additionally, businesses involved in the National Small Business United v. Yellen lawsuit—such as members of the National Small Business Association—are currently not required to report.

Next Steps for Businesses

Filing your BOI report requires careful preparation and understanding of your company’s ownership structure. Here are essential steps to take:

1. Determine Reporting Obligation: Assess whether your company falls under the reporting requirements based on the CTA’s criteria.
2. Gather Required Information: Collect comprehensive data on beneficial owners, including:
   • Full legal name
   • Date of birth
   • Current residential or business address
   • Unique identifying number from an acceptable identification document
3. Review Company Structure: Analyze your company’s ownership and control structure to identify all individuals who meet the definition of a beneficial owner.
4. Prepare for E-Filing: Familiarize yourself with FinCEN’s E-Filing system and its requirements.
5. Monitor for Updates: Stay informed about potential deadline modifications or rule changes from FinCEN.
6. Consider Professional Assistance: Given the complexity of these requirements, consider consulting with professionals to ensure accurate reporting. Harbor Compliance’s BOI Reporting Service can simplify this filing requirement for you.

Looking Ahead

The reinstatement of BOI reporting requirements with the new March 21, 2025 deadline represents a significant milestone in the implementation of the Corporate Transparency Act. For businesses, this means a renewed focus on preparation and maintaining accurate company records. By understanding the requirements and staying informed about potential changes, companies can navigate these new obligations effectively.

As we move closer to the deadline, it’s clear that BOI reporting will play a crucial role in enhancing corporate transparency and combating financial crimes. Businesses that proactively address these requirements not only ensure they meet the filing requirement but also contribute to a more transparent and secure business environment.

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• Guided Information Collection: Our secure system walks you through gathering the necessary details for your BOIR.
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With Harbor Compliance, you’ll never have to worry about starting from scratch or losing track of past filings. Have questions before you order? Contact us!